Contacts: (Media) (Investors)
Tara Blanco Dawn Berrie
Uproar Inc. Uproar Inc.
917/351-2891 917/351-2889
tblanco@uproar.com dberrie@uproar.com
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-OR-
Todd Beck
iwin.com
310/415-2715
todd@iwin.com
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FOR IMMEDIATE RELEASE
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Note to editors: Digital photos of Uproar and iwin executives available.
UPROAR INC. AGREES TO ACQUIRE IWIN.COM, INC.
Merged Business Would Rank as 20th Most Visited Web Property
Moves Profitability Goal Forward to Q4 2001
NEW YORK, July 26, 2000 - Strengthening its position in the online entertainment
space, Uproar Inc. (Nasdaq: UPRO), producer of uproar.com, a leading online
entertainment destination, today announced that it has signed a definitive
agreement to acquire iwin.com, Inc., a leading games-for-prizes and Internet
lottery site.
According to Media Metrix, Uproar ranked as the 38th most visited Web property
with 5.8 million unique users, and iwin.com ranked 59th with 4.7 million unique
users in June 2000. This transaction will increase Uproar's unduplicated unique
user audience to approximately 9.2 million, which would place it as the 20th
most visited Web site on the Internet according to Media Metrix, May 2000.
Under the terms of the definitive agreement, Uproar will acquire all outstanding
shares of iwin.com in a stock-for-stock transaction in which iwin.com
stockholders will receive an aggregate of approximately 14.7 million shares of
Uproar common stock.
"With access to one of the world's largest online entertainment audiences, an
extensive array of Internet marketing options and a large inventory of both
performance-based and impression-based advertising opportunities, Uproar is
poised to become an even more attractive platform for advertisers," said Kenneth
Cron, Chairman and Chief Executive Officer of Uproar. "Combining the two
companies broadens our content which we believe will dramatically increase our
unique user base and audience reach. We anticipate that this will greatly
enhance our ability to attract premier advertisers and significantly accelerate
our path to profitability."
"iwin and Uproar have very similar target audiences, but offer users
significantly different and extremely complementary content," said Fred Krueger,
Founder and CEO if iwin.com. "Uproar's strong multi-player games category blends
perfectly with iwin's games-for-prizes and Internet lottery content. Together,
we are going to deliver a full spectrum of online entertainment to a much
broader combined audience. This is truly a win-win proposition for our users,
advertisers, and stockholders."
Strong Management Team
Under the terms of the definitive agreement, Kenneth Cron will continue as
Chairman and CEO of Uproar, with Christopher Hasset as President and COO. Fred
Krueger, iwin's Founder and CEO, will be named Vice Chairman of Uproar and Scott
Kaufman, iwin's Vice President of Product Management will be appointed to
Executive Vice President of Product Development of Uproar. In addition, iwin.com
will be represented by three seats on Uproar's Board of Directors.
About Uproar
Uproar Inc. produces uproar.com, a leading online entertainment destination
offering games and game shows such as Family Feud, Puzzle A-Go-Go, Trivia Blitz
and Blowout Bingo, with chances to win prizes. With approximately 8.3 million
registered users and 5.8 million unique users per month, Uproar ranks among the
top 50 Web properties and reaches 7.6 percent of the online audience. The
uproar.com network has consistently ranked among the five stickiest networks on
the Internet. More than 39,000 sites are Uproar syndicate members and Uproar
sites are available in 14 languages worldwide. Headquartered in New York with
offices in San Francisco, London, Hamburg and Budapest, Uproar is publicly
traded on both the Nasdaq National Market system and the European Association of
Securities Dealers' Automated Quotation system.
About iwin.com
iwin.com is a leading games-for-prizes and Internet lottery site, offering free
games and prizes, as well as eXtremelotto, iwin's daily $1 million online
lottery drawing. iwin players accumulate points, called iCoins, to enter
drawings for major prizes such as exotic vacations, cash, electronics,
computers, gift certificates, luxury goods, jewelry, toys, and Hollywood-themed
prizes. iwin also operates lottoeXtremo.com, a Spanish-language version of
eXtremelotto. Headquartered in Los Angeles, iwin is completely advertiser
supported and specializes in the creation and execution of custom online
promotions for marketers across all product and service categories. iwin's
pure-play entertainment environment enables marketers to reach a massive
audience of entertainment seeking Internet users with compelling advertainment
content.
This press release contains statements of a forward-looking nature relating to
future events or future financial results of Uproar Inc. and iwin. Investors are
cautioned that such statements are only predictions and that actual events or
results may differ materially. In evaluating such statements, investors should
specifically consider various factors which could cause actual events or results
to differ materially from those indicated in such forward-looking statements,
including the risk that Uproar will not be successful in consummating the
transaction, implementing and integrating iwin's business into Uproar's
operations, and achieving the operating efficiencies necessary to obtain the
desired results of this transaction. Investors are directed to Uproar's reports
and documents filed from time to time with the Securities and Exchange
Commission and with EASDAQ for additional factors that should be considered
before investing in Uproar's securities.